The University of Texas Medical Branch (UTMB) is a leading center for research on minority health and aging. UTMB has hosted an NIA-supported pre-doctoral and post-doctoral training program in minority health and aging since 1999. UTMB also has an MD-PhD Combined Degree Program since 1983 and has educated more than 100 clinician-scientists. Students accepted into the program complete an integrated MD-PhD curriculum that combines aspects of both the Medical School and Graduate School experiences to optimize the education of clinician-scientists. The Department of Preventive Medicine and Community Health (PMCH) hosts a Council on Education for Public Health (CEPH) newly accredited Population Health Science PhD program. The Population health Sciences program will partner with the MD-PhD Combined Degree Program to recruit 5 MD- PhD students over the five year period. The proposed MD-PhD program in clinical and behavioral sciences on health disparities in aging will focus on core areas of strengths in minority aging and health disparities research at UTMB, including: Hispanic and Hispanic/Latino health and aging, and disparities in health outcomes in older adults. These are areas in which the University has committed substantial resources toward creating new faculty positions and has demonstrated significant success in obtaining peer-reviewed (R01) support. In concert with the recently accredited graduate program in Population Health Sciences, we are proposing an integrated curriculum throughout medical school and the graduate years that will address both clinical aspects and cutting edge research on health disparities in older adults. The Graduate School of Biomedical Sciences and Provost's Office have made significant commitments in the past few years to enhancing the excellence of graduate education at UTMB. These commitments include the President's Scholars Program to recruit outstanding graduate students and the establishment of an Office of Postdoctoral Affairs that includes organized training and opportunities in career development and mentoring. We have developed a formal structure and related activities to enhance recruitment and facilitate the placement of our trainees regionally and nationally. We believe that our clinician scientist trainees will be competitive for leadership positions among th next generation of aging researchers and clinicians.